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Thakur Baldev Singh (Sanjeev Kumar), a former Police officer hires two goons Jaidev (Amitabh Bachchan) and Veeru (Dharmendra), who are criminals but somewhere nice-at-heart. Thakur wants them to capture Gabbar Singh (Amzad Khan), the most dreaded Dacoit. He offers them a huge amount for the purpose which forces them to give it a shot. After a few days, tThey come to Thakur's village Ramgarh where Thakur also gives them a place to stay. While on their mission to trap Gabbar and vanish his fear among the villagers, Veeru falls in love with Basanti (Hema Malini), who in an effervescent tonga driver and a complete chatter-box. On the other hand, Jai falls for Radha (Jaya Bhaduri), Thakur's younger daughter-in-law who is now a widow. After a few days when the entire village is immersed in celebrating Holi, Gabbar singh unexpectedly attacks the village. Although Jai and Veeru manage to come out unscathed from his attack, they are furious with Thakur, who according to them left them alone in the battle-field. Thats when they realise that Thakur's entire family was butchered by Gabbar years ago, and not only that, Gabbar also chopped Thakur's hands off, leaving a man helpless who once loved to play with danger. A hitherto agitated and angry couple of soldiers, Jai and Veeru now realise their ignorance. They understand the pathos Thakur must have faced all these while, and are now determined to leave no stones unturned to catch Gabbar for him. As time passes by, Jai and Veeru realise the futility in the world of crime and decide to start a new life once they complete their mission. But will Life give them a second chance? Now, is it Thakur's battle or theirs? Will Thakur take his revenge from Gabbar?